Kelly R. Berg

Kelly Berg

Direct: 303-243-3104
kellyberg@tuthillhughes.com

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I specialize in tax, planned giving and corporate law issues that affect nonprofit organizations. My clients include community foundations, private foundations, public charities, college and university foundations, private operating foundations and supporting organizations. During any given week, I may:

  • Advise a nonprofit client on issues to consider when accepting a gift of an unusual asset such as real estate or privately-held business interests
  • File a petition with the probate court asking the court to modify a restriction contained in a gift agreement where the donor has died and the restriction has become impractical
  • Draft formation documents and an IRS application for recognition of tax-exemption for a new public charity or private foundation
  • Form a single-member limited liability company for a nonprofit client to use to purchase real estate
  • Draft a gift agreement, a charitable remainder trust agreement or a gift acceptance policy
  • Consider and advise whether a proposed transaction or expenditure may run afoul of the private foundation self-dealing rules
  • Review a client’s draft IRS Form 990 or 990-PF, and discuss with the client’s officers and accountants whether certain transactions are reported correctly
  • Prepare a request to the Internal Revenue Service for a private letter ruling regarding the unrelated business income tax (UBIT) consequences of a client’s proposed new activity
  • Consider and advise whether a proposed investment by a private foundation client will qualify as a program-related investment
  • Meet with a client’s board of directors to present my conclusions and recommendations with respect to the application of the Uniform Prudent Management of Institutional Funds Act (UPMIFA) to the client’s endowment funds
  • Prepare and submit a client’s property tax exemption application
  • Leave the office early to attend a Rockies afternoon game

Prior to focusing my practice on nonprofit organizations beginning in 2006, I drafted private letter rulings and regulations at the IRS Chief Counsel’s office, advised private equity and corporate clients on tax issues at a mid-sized Denver law firm and at a large international law firm, and advised hedge fund clients on tax issues at a large regional firm. Needless to say, I am honored and thrilled to work with nonprofit clients on a variety of complex legal issues, to assist them in the meaningful work that they do, and to do it at a small, boutique firm with outstanding attorneys, paralegals and support staff.

IRS Form 990 From a Lawyer’s Perspective
          2016 Institute on Advising Nonprofit Organizations in Colorado

Board and CEO Roles, Responsibilities and Legal Issues
          2016 EKS&H Trends in Nonprofit Boards Seminar

Ethical and Practical Problems for the Attorney on the Nonprofit Board
          ABA Tax Section Fall 2014 Meeting – Exempt Organizations Committee Program

Stay Exempt: Legal Compliance Issues for Nonprofits
          2014 Colorado Society of CPAs Annual Not-for-Profit Conference

Current Legal Issues Affecting Colorado Nonprofits
         
2012 Rocky Mountain Nonprofit Conference

Liability Issues for Nonprofits and Their Managers
         
2011 Rocky Mountain Nonprofit Conference

Avoiding Pitfalls Through Good Governance
         
2010 Rocky Mountain Nonprofit Conference

Fiduciary Duties of Directors and Officers
         
2010 Institute on Advising Nonprofit Organizations in Colorado

Public Charities, Private Foundations and Unrelated Business Taxable Income
         
2009 Institute on Advising Nonprofit Organizations in Colorado

Grants to Supporting Organizations After PPA 2006
         
Foundation Tax Group

Overview of Changes Affecting Exempt Organizations Made By PPA 2006
         
Private Foundation Roundtable

Intermediate Sanctions Regulations
         
ABA Tax Section, Exempt Organizations Committee Meeting

Guarding Against Excess Compensation
         
2008 Institute on Advising Nonprofit Organizations in Colorado

Nonprofit Governance “Best Practices” After Sarbanes-Oxley
         
Nonprofit Governance Series

State and Local Tax Aspects of Colorado’s Conservation Easements
         
Colorado Bar Association State and Local Tax Conference

Current Developments in Conservation Easements – The Gift That Keeps on Giving
         
University of Denver Annual Tax Institute

  • The Best Lawyers in America, Non-Profit/Charities Law, 2013-Present
  • Colorado Nonprofit Development Center Board of Directors, 2014-Present
  • Dress for Success Denver Advisory Board, 2007-2009

Education

LL.M. in Taxation, University of Denver Graduate Tax Program, 1996

J.D., University of Colorado, 1990

B.A., Mathematics, Colorado College, 1987

Licensed

Colorado since 1990

Bar Associations

American (Member, Section of Taxation, Exempt Organizations Committee)

Colorado

Denver

Colorado Women’s

  1. Broncos or Rockies?  Rockies
  2. Starbucks drink of choice?  Iced Chai Tea Latte
  3. What is on your iPod?  Whatever my daughter put on it when I got it several years ago, including “Who Let the Dogs Out?”
  4. Favorite TV show?  Love It or List It